30 Day Notice

48676

Federal Register / Vol. 84, No. 179 / Monday, September 16, 2019 / Notices

10:00 a.m. and 3:00 p.m. Copies of the
filing also will be available for
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File No.
SR–NYSEAMER–2019–36, and should
be submitted on or before October 7,
2019.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.23
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019–19905 Filed 9–13–19; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
Submission for OMB Review;
Comment Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736

jspears on DSK3GMQ082PROD with NOTICES

Extension:
Rule 7d–2, SEC File No. 270–464, OMB
Control No. 3235–0527

Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 350l–3520), the Securities
and Exchange Commission (the
‘‘Commission’’) has submitted to the
Office of Management and Budget a
request for extension and approval of
the collection of information discussed
below.
In Canada, as in the United States,
individuals can invest a portion of their
earnings in tax-deferred retirement
savings accounts (‘‘Canadian retirement
accounts’’). These accounts, which
operate in a manner similar to
individual retirement accounts in the
United States, encourage retirement
savings by permitting savings on a taxdeferred basis. Individuals who
establish Canadian retirement accounts
while living and working in Canada and
who later move to the United States
(‘‘Canadian-U.S. Participants’’ or
‘‘participants’’) often continue to hold
their retirement assets in their Canadian
retirement accounts rather than
prematurely withdrawing (or ‘‘cashing
out’’) those assets, which would result
in immediate taxation in Canada.
23 17

CFR 200.30–3(a)(12).

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Once in the United States, however,
these participants historically have been
unable to manage their Canadian
retirement account investments. Most
investment companies (‘‘funds’’) that
are ‘‘qualified companies’’ for Canadian
retirement accounts are not registered
under the U.S. securities laws.
Securities of those unregistered funds,
therefore, generally cannot be publicly
offered and sold in the United States
without violating the registration
requirement of the Investment Company
Act of 1940 (‘‘Investment Company
Act’’).1 As a result of this registration
requirement, Canadian-U.S. Participants
previously were not able to purchase or
exchange securities for their Canadian
retirement accounts as needed to meet
their changing investment goals or
income needs.
The Commission issued a rulemaking
in 2000 that enabled Canadian-U.S.
Participants to manage the assets in
their Canadian retirement accounts by
providing relief from the U.S.
registration requirements for offers of
securities of foreign issuers to CanadianU.S. Participants and sales to Canadian
retirement accounts.2 Rule 7d–2 under
the Investment Company Act 3 permits
foreign funds to offer securities to
Canadian-U.S. Participants and sell
securities to Canadian retirement
accounts without registering as
investment companies under the
Investment Company Act.
Rule 7d–2 contains a ‘‘collection of
information’’ requirement within the
meaning of the Paperwork Reduction
Act of 1995.4 Rule 7d–2 requires written
offering materials for securities offered
or sold in reliance on that rule to
disclose prominently that those
securities and the fund issuing those
securities are not registered with the
Commission, and that those securities
and the fund issuing those securities are
exempt from registration under U.S.
securities laws. Rule 7d–2 does not
require any documents to be filed with
the Commission.
Rule 7d–2 requires written offering
documents for securities offered or sold
1 15 U.S.C. 80a. In addition, the offering and
selling of securities that are not registered pursuant
to the Securities Act of 1933 (‘‘Securities Act’’) is
generally prohibited by U.S. securities laws. 15
U.S.C. 77.
2 See Offer and Sale of Securities to Canadian
Tax-Deferred Retirement Savings Accounts, Release
Nos. 33–7860, 34–42905, IC–24491 (June 7, 2000)
[65 FR 37672 (June 15, 2000)]. This rulemaking also
included new rule 237 under the Securities Act,
permitting securities of foreign issuers to be offered
to Canadian-U.S. Participants and sold to Canadian
retirement accounts without being registered under
the Securities Act. 17 CFR 230.237.
3 17 CFR 270.7d–2.
4 44 U.S.C. 3501–3502.

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in reliance on the rule to disclose
prominently that the securities are not
registered with the Commission and
may not be offered or sold in the United
States unless registered or exempt from
registration under the U.S. securities
laws, and also to disclose prominently
that the fund that issued the securities
is not registered with the Commission.
The burden under the rule associated
with adding this disclosure to written
offering documents is minimal and is
non-recurring. The foreign issuer,
underwriter, or broker-dealer can redraft
an existing prospectus or other written
offering material to add this disclosure
statement, or may draft a sticker or
supplement containing this disclosure
to be added to existing offering
materials. In either case, based on
discussions with representatives of the
Canadian fund industry, the staff
estimates that it would take an average
of 10 minutes per document to draft the
requisite disclosure statement.
The staff estimates that there are 4,086
publicly offered Canadian funds that
potentially would rely on the rule to
offer securities to participants and sell
securities to their Canadian retirement
accounts without registering under the
Investment Company Act.5 The staff
estimates that all of these funds have
previously relied upon the rule and
have already made the one-time change
to their offering documents required to
rely on the rule. The staff estimates that
204 (5 percent) additional Canadian
funds would newly rely on the rule each
year to offer securities to Canadian-U.S.
Participants and sell securities to their
Canadian retirement accounts, thus
incurring the paperwork burden
required under the rule. The staff
estimates that each of those funds, on
average, distributes 3 different written
offering documents concerning those
securities, for a total of 612 offering
documents. The staff therefore estimates
that 204 respondents would make 612
responses by adding the new disclosure
statement to 612 written offering
documents. The staff therefore estimates
that the annual burden associated with
the rule 7d–2 disclosure requirement
would be 102 hours (612 offering
documents × 10 minutes per document).
The total annual cost of these burden
hours is estimated to be $42,330 (102
hours × $415 per hour of attorney
time).6
5 Investment Company Institute, 2019 Investment
Company Fact Book (2019) at 258, tbl. 66.
6 The Commission’s estimate concerning the wage
rate for attorney time is based on salary information
for the securities industry compiled by the
Securities Industry and Financial Markets
Association (‘‘SIFMA’’). The $380 per hour figure
for an attorney is from SIFMA’s Management &

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Federal Register / Vol. 84, No. 179 / Monday, September 16, 2019 / Notices
These burden hour estimates are
based upon the Commission staff’s
experience and discussions with the
fund industry. The estimates of average
burden hours are made solely for the
purposes of the Paperwork Reduction
Act. These estimates are not derived
from a comprehensive or even a
representative survey or study of the
costs of Commission rules.
Compliance with the collection of
information requirements of the rule is
mandatory and is necessary to comply
with the requirements of the rule in
general. Responses will not be kept
confidential. An agency may not
conduct or sponsor, and a person is not
required to respond to, a collection of
information unless it displays a
currently valid control number.
The public may view the background
documentation for this information
collection at the following website,
www.reginfo.gov. Comments should be
directed to: (i) Desk Officer for the
Securities and Exchange Commission,
Office of Information and Regulatory
Affairs, Office of Management and
Budget, Room 10102, New Executive
Office Building, Washington, DC 20503,
or by sending an email to:
[email protected]; and (ii)
Charles Riddle, Acting Director/Chief
Information Officer, Securities and
Exchange Commission, c/o Candace
Kenner, 100 F Street NE, Washington,
DC 20549 or send an email to: PRA_
[email protected]. Comments must be
submitted to OMB within 30 days of
this notice.
Dated: September 11, 2019.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019–19973 Filed 9–13–19; 8:45 am]
BILLING CODE 8011–01–P

[Release No. 34–86922; File No. SR–
NASDAQ–2019–070]

jspears on DSK3GMQ082PROD with NOTICES

Self-Regulatory Organizations; The
Nasdaq Stock Market LLC; Notice of
Filing and Immediate Effectiveness of
Proposed Rule Change To List and
Trade the Common Shares of
Beneficial Interest of Invesco
BulletShares ETFs
September 10, 2019.

Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
Professional Earnings in the Securities Industry
2013, modified by Commission staff to account for
an 1800-hour work-year and inflation, and
multiplied by 5.35 to account for bonuses, firm size,
employee benefits and overhead.

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I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to list and
trade the common shares of beneficial
interest of the Invesco BulletShares
2021 Municipal Bond ETF, Invesco
BulletShares 2022 Municipal Bond ETF,
Invesco BulletShares 2023 Municipal
Bond ETF, Invesco BulletShares 2024
Municipal Bond ETF, Invesco
BulletShares 2025 Municipal Bond ETF,
Invesco BulletShares 2026 Municipal
Bond ETF, Invesco BulletShares 2027
Municipal Bond ETF, Invesco
BulletShares 2028 Municipal Bond ETF
and Invesco BulletShares 2029
Municipal Bond ETF (each a ‘‘Fund’’ or,
collectively, the ‘‘Funds’’), all of which
are series of Invesco Exchange-Traded
Self-Indexed Fund Trust (the ‘‘Trust’’),
under Nasdaq Rule 5705 (‘‘Rule 5705’’).
The common shares of beneficial
interest of the Funds are referred to
herein as the ‘‘Shares.’’
The text of the proposed rule change
is available on the Exchange’s website at
http://nasdaq.cchwallstreet.com, at the
principal office of the Exchange, and at
the Commission’s Public Reference
Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change

SECURITIES AND EXCHANGE
COMMISSION

VerDate Sep<11>2014

(‘‘Act’’) 1 and Rule 19b–4 thereunder,2
notice is hereby given that on August
30, 2019, The Nasdaq Stock Market LLC
(‘‘Nasdaq’’ or ‘‘Exchange’’) filed with the
Securities and Exchange Commission
(‘‘SEC’’ or ‘‘Commission’’) the proposed
rule change as described in Items I and
II below, which Items have been
prepared by the Exchange. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.

In its filing with the Commission, the
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
forth in sections A, B, and C below, of
the most significant aspects of such
statements.

1 15
2 17

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U.S.C. 78s(b)(1).
CFR 240.19b–4.

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48677

A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to list and
trade the Shares under Rule 5705,
which rule governs the listing and
trading of Index Fund Shares 3 on the
Exchange.4 As discussed below, the
Exchange is submitting this proposed
rule change because each underlying
index that the Funds seek to track (each
an ‘‘Underlying Index,’’ and
collectively, the ‘‘Underlying
Indexes’’ 5) does not meet all of the
‘‘generic’’ listing requirements of Rule
5705(b)(4) applicable to the listing of
Index Fund Shares based on fixed
income securities indexes. Each
Underlying Index meets all such
requirements except for those set forth
in Rule 5705(b)(4)(A)(ii).6
3 An ‘‘Index Fund Share’’ is a security that is
issued by an open-end management investment
company based on a portfolio of stocks or fixed
income securities or a combination thereof, that
seeks to provide investment results that correspond
generally to the price and yield performance or total
return performance of a specified foreign or
domestic stock index, fixed income securities index
or combination thereof. See Rule 5705(b)(1)(A).
4 The Exchange notes that the Commission has
already published immediately effective rule filings
allowing the listing and trading of shares of series
of Index Fund Shares substantially similar to the
Funds. See Securities Exchange Act Release No.
85370 (March 20, 2019), 84 FR 11364 (March 26,
2019) (SR–CboeBZX–2019–017) (Notice of Filing
and Immediate Effectiveness of a Proposed Rule to
List and Trade Shares of iShares iBonds Dec 2026
Term Muni Bond ETF, iShares iBonds Dec 2027
Term Muni Bond ETF, and iShares iBonds Dec
2028 Term Muni Bond ETF Under BZX Rule
14.11(c)(4))(the ‘‘Comparable Filing’’). See also
Securities Exchange Act Release No. 84107
(September 13, 2018), 83 FR 47210 (September 18,
2018) (SR–CboeBZX–2018–070). Further, the
Commission previously has approved proposed rule
changes relating to listing and trading of funds
based on municipal bond indexes. See Securities
Exchange Act Release No. 79381 (November 22,
2016), 81 FR 86044 (November 29, 2016) (SR–
BatsBZX–2016–48) (Order Granting Accelerated
Approval of a Proposed Rule Change, as Modified
by Amendments No. 1 and No. 2 Thereto, To List
and Trade Shares of the iShares iBonds Dec 2023
Term Muni Bond ETF and iShares iBonds Dec 2024
Term Muni Bond ETF of the iShares U.S. ETF Trust
Pursuant to BZX Rule 14.11(c)(4)). See also
Securities Exchange Act Release No. 78329 (July 14,
2016), 81 FR 47217 (July 20, 2016) (SR–BatsBZX–
2016–01) (order approving the listing and trading of
the VanEck Vectors AMT-Free 6–8 Year Municipal
Index ETF, VanEck Vectors AMT-Free 8–12 Year
Municipal Index ETF, and VanEck Vectors AMTFree 12–17 Year Municipal Index ETF). The
Exchange believes the proposed rule change raises
no significant issues not previously addressed in
those prior Commission orders.
5 See ‘‘The Funds’’ below for the list of
Underlying Indexes.
6 Rule 5705(b)(4)(A)(ii) provides that Fixed
Income Components that in aggregate account for at
least 75% of the Fixed Income Securities portion of
the weight of the index or portfolio each must have

Continued

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